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FIS - Tender Offer 2024 (XS/US) - Upsizing and Results

FIS Announces Upsizing and Results of its Senior Note Tender Offers

05 MARCH 2024


Full announcement including disclaimers and offer/distribution restrictions available via Businesswire: Source: FIS Global


JACKSONVILLE, Fla.--(BUSINESS WIRE)--Fidelity National Information Services, FIS™, (NYSE: FIS), a global leader in financial services technology, today announced (i) the results of its previously announced 14 separate offers (the “Offers”) to purchase for cash the outstanding senior notes of the series listed in the table below (collectively, the “Notes”) and (ii) that it has amended the Offers by increasing the Maximum Purchase Amount from $2.250 billion to approximately $2.531 billion, an amount sufficient to accept Priority Levels 1-7 in full.


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The Offers expired at 5:00 p.m. (Eastern time) on March 4, 2024 (the “Expiration Date”). The Initial Settlement Date will be the third business day after the Expiration Date and is expected to be March 7, 2024. The Guaranteed Delivery Settlement Date will be the second business day after the Guaranteed Delivery Date and is expected to be March 8, 2024.


The Notes denominated in U.S. dollars are referred to in this announcement as “Dollar Notes,” the Notes denominated in Euros are referred to as “Euro Notes” and the Notes denominated in Pounds Sterling are referred to as “Sterling Notes.” According to information provided by D.F. King & Co, Inc., the Information and Tender Agent in connection with the Offers, $2,238,229,000 combined aggregate principal amount of Dollar Notes, €187,499,000 combined aggregate principal amount of Euro Notes and £754,757,000 combined aggregate principal amount of Sterling Notes were validly tendered prior to or at the Expiration Date and not validly withdrawn. In addition, $117,671,000 combined aggregate principal amount of Dollar Notes were tendered pursuant to the Guaranteed Delivery Procedures and remain subject to the Holders’ performance of the delivery requirements under such procedures. The table below provides certain information about the Offers, including the aggregate principal amount of each series of Notes validly tendered and not validly withdrawn prior to the Expiration Date and the aggregate principal amount of Notes reflected in Notices of Guaranteed Delivery delivered at or prior to the Expiration Date pursuant to the Tender Offer Documents.




Overall, $1,496,352,000 and £754,757,000 principal amount of Dollar Notes and Sterling Notes, respectively, have been accepted for purchase. The amounts in the immediately preceding sentence exclude Notes delivered pursuant to the Guaranteed Delivery Procedures. The Maximum Purchase Condition (after giving effect to the increase described above) has been satisfied with respect to the Offers in respect of the series of Notes with Acceptance Priority Levels of 1-7. Accordingly, all Notes of those series that have been validly tendered and not validly withdrawn at or prior to the Expiration Date have been accepted for purchase. Because the Maximum Purchase Condition was not satisfied with respect to the series of Notes with Acceptance Priority Levels lower than 7, FIS has not accepted any Notes of such series (as indicated in the table above) and will promptly return all validly tendered Notes of such series to the respective tendering Holders."


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FIS Announces Pricing Terms of its Senior Note Tender Offers

04 MARCH 2024


Full announcement including disclaimers and offer/distribution restrictions available via Businesswire: Source: FIS Global


"JACKSONVILLE, Fla.--(BUSINESS WIRE)--Fidelity National Information Services, FIS™, (NYSE: FIS), a global leader in financial services technology, today announced the pricing terms of its previously announced 14 separate offers (the “Offers”) to purchase for cash up to $2,250,000,000 aggregate principal amount of its outstanding senior notes of the series listed in the table below (collectively, the “Notes”).


The Offers are made upon the terms and subject to the conditions set forth in the Offer to Purchase dated February 27, 2024 relating to the Notes (the “Offer to Purchase”) and the accompanying notice of guaranteed delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Tender Offer Documents”). Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase.


Set forth in the table below is the applicable Total Consideration for each series of Notes, as calculated as of 10:00 a.m. (Eastern time) today, March 4, 2024, in accordance with the Offer to Purchase.




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FIS Announces $2.25 Billion Senior Note Tender Offers for Certain Outstanding Senior Notes

27 FEBRUARY 2024


Full announcement including disclaimers and offer/distribution restrictions available via Businesswire: Source: FIS Global


JACKSONVILLE, Fla.--(BUSINESS WIRE)--Fidelity National Information Services, FIS™, (NYSE: FIS), a global leader in financial services technology, today announced the commencement of 14 separate offers (the “Offers”) to purchase for cash up to $2,250,000,000 aggregate principal amount of its outstanding senior notes of the series listed in the table below (collectively, the “Notes”). Subject to the Maximum Purchase Condition (as defined below), the series of Notes that are purchased in the Offers will be based on the acceptance priority levels (each, an “Acceptance Priority Level”) set forth in the table below. If a given series of Notes is accepted for purchase pursuant to the Offers, all Notes of that series that are validly tendered will be accepted for purchase. No series of Notes will be subject to proration pursuant to the Offers.

The Offers are made upon the terms and subject to the conditions set forth in the Offer to Purchase dated February 27, 2024 relating to the Notes (the “Offer to Purchase”) and the accompanying notice of guaranteed delivery (the “Notice of Guaranteed Delivery” and, together with the Offer to Purchase, the “Tender Offer Documents”). Capitalized terms used but not defined in this announcement have the meanings given to them in the Offer to Purchase.


Acceptance PriorityLevel(1 )

Title of Security

CUSIP/ISIN

Par Call Date(2 )

Maturity Date

PrincipalAmount Outstanding

 

InterpolatedRate

ReferenceSecurity(3)

BloombergReference Page

FixedSpread(3)

1

3.360% Senior Notes due 2031

31620MBH8/XS1843435683

02/21/2031

05/21/2031

£625,000,000

N/A

UKT 0.250% due July 31, 2031

FIT GLT0-10

+65 bps

2

2.250% Senior Notes due 2029

31620MBN5/XS2085657299

09/03/2029

12/03/2029

£300,000,000

N/A

UKT 0.875% due October 22, 2029

FIT GLT0-10

+45 bps

3

3.750% Senior Notes due 2029

31620MBJ4/ US31620MBJ45

02/21/2029

05/21/2029

$603,972,000

N/A

UST 4.000% due January 31, 2029

PX1

+35 bps

4

2.250% Senior Notes due 2031

31620MBT2/ US31620MBT27

12/01/2030

03/01/2031

$1,250,000,000

N/A

UST 4.000% due February 15, 2034

PX1

+70 bps

5

4.500% Senior Notes due 2025

31620MBV7/ US31620MBV72

N/A

07/15/2025

$750,000,000

N/A

UST 3.000% due July 15, 2025

PX3

+25 bps

6

4.700% Senior Notes due 2027

31620MBW5/US31620MBW55

06/15/2027

07/15/2027

$500,000,000

N/A

UST 4.125% due February 15, 2027

PX1

+45 bps

7

5.625% Senior Notes due 2052

31620MBZ8/US31620MBZ86

01/15/2052

07/15/2052

$500,000,000

N/A

UST 4.750% due November 15, 2053

PX1

+110 bps

8

4.750% Senior Notes due 2048

31620MAZ9/ US31620MAZ95

11/15/2047

05/15/2048

$252,079,000

N/A

UST 4.750% due November 15, 2053

PX1

+140 bps

9

4.500% Senior Notes due 2046

31620MAU0/US31620MAU09

02/15/2046

08/15/2046

$324,021,000

N/A

UST 4.500% due February 15, 2044

PX1

+125 bps

10

2.950% Senior Notes due 2039

31620MBF2/XS1843436145

02/21/2039

05/21/2039

€500,000,000

May 2039 Interpolated Rate

N/A

IRSB EU (Pricing Source: BGN)

+80 bps

11

5.100% Senior Notes due 2032

31620MBY1/US31620MBY12

04/15/2032

07/15/2032

$750,000,000

N/A

UST 4.000% due February 15, 2034

PX1

+70 bps

12

4.250% Senior Notes due 2028

31620MAY2/ US31620MAY21

02/15/2028

05/15/2028

$229,070,000

N/A

UST 4.000% due January 31, 2029

PX1

+95 bps

13

3.100% Senior Notes due 2041

31620MBU9/US31620MBU99

09/01/2040

03/01/2041

$750,000,000

N/A

UST 4.500% due February 15, 2044

PX1

+105 bps

14

2.000% Senior Notes due 2030

31620MBE5/XS1843435923

02/21/2030

05/21/2030

€1,000,000,000

May 2030 Interpolated Rate

N/A

IRSB EU (Pricing Source: BGN)

+80 bps










 

(1)

 

Subject to the satisfaction or waiver of the conditions of the Offers described in the Offer to Purchase, if the Maximum Purchase Condition (as defined below) is not satisfied with respect to every series of Notes, FIS will accept Notes for purchase in the order of their respective Acceptance Priority Level specified in the table above (with 1 being the highest Acceptance Priority Level and 14 being the lowest Acceptance Priority Level). It is possible that a series of Notes with a particular Acceptance Priority Level will not be accepted for purchase even if one or more series with a higher or lower Acceptance Priority Level are accepted for purchase.

 

 

 

(2)

 

For each series of Notes in respect of which a par call date is indicated, the calculation of the applicable Total Consideration (as defined below) will be performed taking into account such par call date.

 

 

 

(3)

 

The Total Consideration for each series of Notes (such consideration, the “Total Consideration”) payable per each $1,000, €1,000 or £1,000 principal amount, as applicable, of such series of Notes validly tendered for purchase will be based on the applicable Fixed Spread specified in the table above for such series of Notes, plus the applicable yield (i) in the case of the 2.950% Senior Notes due 2039 and 2.000% Senior Notes due 2030, corresponding to the May 2039 Interpolated Rate and May 2030 Interpolated Rate (each as defined below), respectively, or (ii) in the case of each other series of Notes, based on the bid-side price of the applicable U.S. Treasury reference security or the mid-market price of the U.K. government bond reference security, as applicable, as specified in the table above, as quoted on the applicable Bloomberg Reference Page as of 10:00 a.m. (Eastern time) on March 4, 2024, unless extended with respect to the applicable Offer (such date and time with respect to an Offer, as the same may be extended with respect to such Offer, the “Price Determination Date”). The Total Consideration does not include the applicable Accrued Coupon Payment (as defined below), which will be payable in cash in addition to the applicable Total Consideration.

 

 

 

 

 

The May 2039 Interpolated Rate means in the case of 2.950% Senior Notes due 2039, the rate, expressed as a percentage and rounded to the nearest 0.001% (with 0.0005 being rounded upwards), as determined by the dealer managers at the Price Determination Date, calculated by means of linear interpolation of the 15 Year Mid-Swap Rate and the 16 Year Mid- Swap Rate as follows: by (a) subtracting the 15 Year Mid-Swap Rate from the 16 Year Mid-Swap Rate and multiplying the result of such subtraction by the May 2039 Weight (and rounding the result of such multiplication to the nearest 0.001%), and (b) adding the 15 Year Mid-Swap Rate to the final result of (a); where “May 2039 Weight” means the amount, expressed as a fraction, calculated by dividing the actual number of days from (and including) the date falling exactly 15 years after the Initial Settlement Date to (but excluding) the applicable maturity date for the 2.950% Senior Notes due 2039 as described in the table above by 366. The 15 Year Mid-Swap Rate and the 16 Year Mid-Swap Rate will be such rates as quoted on the applicable Bloomberg page referenced in the table above at the applicable time on the Price Determination Date.

 

 

 

 

 

The May 2030 Interpolated Rate means in the case of 2.000% Senior Notes due 2030, the rate, expressed as a percentage and rounded to the nearest 0.001% (with 0.0005 being rounded upwards), as determined by the dealer managers at the Price Determination Date, calculated by means of linear interpolation of the 6 Year Mid-Swap Rate and the 7 Year Mid- Swap Rate as follows: by (a) subtracting the 6 Year Mid-Swap Rate from the 7 Year Mid-Swap Rate and multiplying the result of such subtraction by the May 2030 Weight (and rounding the result of such multiplication to the nearest 0.001%), and (b) adding the 6 Year Mid-Swap Rate to the final result of (a); where “May 2030 Weight” means the amount, expressed as a fraction, calculated by dividing the actual number of days from (and including) the date falling exactly 6 years after the Initial Settlement Date to (but excluding) the applicable maturity date for the 2.000% Senior Notes due 2030 as described in the table above by 365. The 6 Year Mid-Swap Rate and the 7 Year Mid-Swap Rate will be such rates as quoted on the applicable Bloomberg page referenced in the table above at the applicable time on the Price Determination Date.


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